Grand City Properties S.A., / Key word(s): Bond
THIS ANNOUNCEMENT IS NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW
Grand City Properties S.A. launches bond offering of up to EUR 100 million
Luxembourg, May 27, 2013 - The Board of Directors of Grand City Properties S.A. (the 'Company') resolved today to launch the offering of unsubordinated, senior secured straight bonds of up to EUR 100 million maturing in June 2020 (the 'Series B Bonds'). By issuing the Series B Bonds, the Company intends to benefit from the current favourable market environment for the financing of the Company's future growth and at the same time to further diversify the funding sources and its investor base. The net offering proceeds of the issuance of the Series B Bonds shall ensure the required financial flexibility and in particular be used for the financing of the acquisition of further attractive property portfolios.
The Series Bonds will be issued and redeemed at 100% of their principal amount and will be offered with an annual coupon of up to 6.25 %, through a private placement by an investment bank solely to institutional investors outside the United States of America, Canada, Australia and Japan. The Series B Bonds will have a 7 year maturity. The Series B Bonds shall rank equally with and shall be secured by the same assets as the Convertible Bonds due 2017 (ISIN: XS0839410221), issued by the Company in October 2012. The coupon of the Series B Bonds is expected to be determined via an accelerated bookbuilding process to take place on May 28, 2013 and will be published together with the final aggregate principal amount by separate announcement.
The Series B Bonds are expected to be issued by the Company on or about June 3, 2013. Settlement is also expected to take place on or about June 3, 2013. The Series B Bonds are intended to be listed on the Open Market segment ('Freiverkehr') of the Frankfurt Stock Exchange after execution of the transaction. The Company had already announced its principal intention as to the offering of Series B Bonds with its announcement as of May 16, 2013.
About GRAND CITY PROPERTIES S.A.
Grand City Properties S.A. is a residential property investment company based in Luxembourg which concentrates on residential investments in Germany.
This news release may include forward-looking statements. Forward-looking statements include, but are not limited to, statements concerning estimates of expected capital expenditures and associated costs, statements relating to estimates of, and increases in, rental income, cash flows and property market values and other statements which are not historical facts. When used in this document, the words such as 'could,' 'plan,' 'estimate', 'expect', 'intend', 'may', 'potential', 'should' and similar expressions are forward-looking statements. Although Grand City Properties believes that its expectations reflected in these forward-looking statements are reasonable, such statements involve risks and uncertainties and no assurance can be given that actual results will be consistent with these forward-looking statements. Important factors that could cause actual results to differ from these forward-looking statements include the potential that the Company's projects will experience problems due to change in market conditions, that changes in rental prices can have a material impact and that Grand City Properties fails to raise sufficient capital to adequately fund its expansion activities.
THIS ANNOUNCEMENT IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES (AS DEFINED IN REGULATION S UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE 'SECURITIES ACT')). THIS ANNOUNCEMENT IS NOT AN OFFER TO SELL SECURITIES OR THE SOLICITATION OF ANY OFFER TO BUY SECURITIES, NOR SHALL THERE BE ANY OFFER OF SECURITIES IN ANY JURISDICTION IN WHICH SUCH OFFER OR SALE WOULD BE UNLAWFUL. THE SECURITIES MENTIONED IN THIS ANNOUNCEMENT HAVE NOT BEEN AND WILL NOT BE REGISTERED IN THE UNITED STATES UNDER THE SECURITIES ACT AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT. THERE WILL BE NO PUBLIC OFFER OF THE SECURITIES IN THE UNITED STATES.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO BUY ANY BONDS.
THIS ANNOUNCEMENT IS DIRECTED AT AND IS ONLY BEING DISTRIBUTED IN THE UNITED KINGDOM TO (I) PERSONS WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE 'ORDER'), (II) HIGH NET WORTH ENTITIES, AND OTHER PERSONS TO WHOM IT MAY OTHERWISE LAWFULLY BE COMMUNICATED FALLING WITHIN ARTICLE 49 OF THE ORDER, AND (III) PERSONS TO WHOM IT MAY OTHERWISE LAWFULLY BE COMMUNICATED (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS 'RELEVANT PERSONS'). THIS COMMUNICATION MUST NOT BE READ, ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS. BY READING THIS ANNOUNCEMENT, THE READER ACKNOWLEDGES THAT IT IS A PERSON EITHER (I) OUTSIDE THE UNITED KINGDOM OR (II) FALLING WITHIN ONE OF THE FOREGOING CATEGORIES.
IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA ('EEA'), THIS ANNOUNCEMENT AND ANY OFFER IF MADE SUBSEQUENTLY IS DIRECTED ONLY AT PERSONS WHO ARE 'QUALIFIED INVESTORS' WITHIN THE MEANING OF ARTICLE 2(1)(E) OF THE DIRECTIVE 2003/71/EC (THE 'PROSPECTUS DIRECTIVE') ('QUALIFIED INVESTORS'). ANY PERSON IN THE EEA WHO ACQUIRES THE SECURITIES IN ANY OFFER (AN 'INVESTOR') OR TO WHOM ANY OFFER OF THE SECURITIES IS MADE WILL BE DEEMED TO HAVE REPRESENTED AND AGREED THAT IT IS A QUALIFIED INVESTOR. ANY INVESTOR WILL ALSO BE DEEMED TO HAVE REPRESENTED AND AGREED THAT ANY SECURITIES ACQUIRED BY IT IN THE OFFER HAVE NOT BEEN ACQUIRED ON BEHALF OF PERSONS IN THE EEA OTHER THAN QUALIFIED INVESTORS, NOR HAVE THE SECURITIES BEEN ACQUIRED WITH A VIEW TO THEIR OFFER OR RESALE IN THE EEA TO PERSONS WHERE THIS WOULD RESULT IN A REQUIREMENT FOR PUBLICATION BY THE COMPANY OF A PROSPECTUS PURSUANT TO ARTICLE 3 OF THE PROSPECTUS DIRECTIVE.
End of Corporate News
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